The Past is Back
by Lady Nightlord
Summary: Phoenix Fair, Zack's Sister seems to come back from the dead, what happens when she receives a mysterious call from an old friend? Will Vincent be able to trust someone more mysterious than himself? V/OC during DoC
1. Chapter 1

**The Past is Back**

**Chapter One**

The city was cold with the rain from the storm. Lightning flashed overhead and thunder sounded like a huge bass drum. It was like some great symphony in the sky held for the one person who walked beneath it. She was shrouded in a long black cloak pulled close round her, hood pulled over her the top of her face but strands of long crimson hair fell out in wisps. A large black wolf padding alongside her, head bowed slightly, its blue/green eyes hinting at Mako behind them. Above in the night sky the stars lay hidden by dark clouds as if hiding its light to make the woman blind. But she could see through the darkness anyway.

Deep in the city outside a bar named Seventh Heaven, a man was thrown from inside. A huge burly man strode out clapping his giant hand together with his robotic arm.

"That'll teach you for touching Tifa," he growled almost.

The man scurried away as quickly as his feet could take him.  
"Thanks Barrett," Tifa smiled at him brushing a lock of black hair behind her ear, "but I could have handled him."

Barrett snorted, "Weasel deserved it."

Lightning spilt the sky, a red tattered cloak swirling round the owner as he stepped from inside the bar. His crimson eyes looking out into the darkness, a blonde haired man following, his hand at his giant Buster sword.

"Vincent? Cloud?" asked Tifa unsure, "what is it?"

Vincent was as usual silent in his observations of the area, Cloud however looked back at her, "we're surrounded."

Both she and Barrett's eyes widened, neither had noticed. Barrett left inside to keep an eye on the two brown haired kids Marlene and Denzel. He told the smoking flyer Cid the news and both kept the kids to the back of the bar. Red XIII, with Cait Sith on his back, ran out into the storm and leapt onto the roof of the bar, his eyes searching for the enemy. Tifa looked at Vincent.

"Who is it?" He shook his head, obviously unsure at the moment.

Then they attacked. A helicopter zoomed over their heads sending gusts of wind howling round them causing the rain to act like stinging whips. More lightning hit the sky as soldiers spiralled from ropes down to them, guns out and ready to shoot on command. They wore a familiar black and dark blue uniform with almost glowing blue stripes here and there, hi-tech helmets on their heads with glowing sensors. The lightning revealing the symbol on the helicopter as Deepground.

"I thought we dealt with these guys already?!" cried Tifa, Cloud and Vincent moving in front of her. There were about twenty of them in front of them, all armed with guns at them. Vincent was shocked but didn't show it, he could have sworn he had dealt with these only a few months ago with the case of Omega. An unspoken order went out and the guns rose before firing.

Vincent leapt up shooting Cerberus as he flew up high, his long black hair whipping the sky almost along with his cloak. He shot down many of the DG soldiers as Cloud raced through them swinging his Buster Sword round, his Mako blue eyes almost glowing. Tifa also joined the fray, weaving between guns sending many soldiers flying with her devastating kicks and punches. Red XIII leapt down with a roar tearing at the soldiers, Cait Sith cursing at the bumpy ride. Then they heard a scream from inside.

Marlene's eyes widened slightly as she heard guns shooting outside. Denzel held her hand despite his own fear. Barrett narrowed his eyes changing his arm to the machine gun shape, Cid tossing his cigarette aside as he drew his long staff. Watching the front door intently, they failed to notice the soldiers creeping in from the back until Marlene spotted them and screamed. Cid instantly turned and spun his staff round at them, Barrett aiming his gun arm at them. They scattered, some even falling until they shot at them. Somehow amidst the chaos, Marlene and Denzel were separated from the two adults and stood at the far wall, two soldiers raising guns at them. Denzel held Marlene's hand tighter as she sobbed, "Cloud…"

Cloud, Tifa and Vincent tried to fight to get back inside the bar but more and more soldiers arrived and got between them. Red XIII and Cait Sith were surrounded also, Red XIII growling loudly but the soldiers were undeterred. A clap of thunder and a bolt of lightning sounded round them accompanied by an even louder howl. Everyone, even the soldiers, looked down the street to find it not as abandoned as they all thought. A huge black wolf stood there, head raised in a kind of smug look as if saying; 'now-I-got-your-attention.' What was more was the tall person covered in a long black cloak and hood, a few strands of crimson hair curling from inside the darkness of the hood. The person looked down at the wolf that seemed to nod and both ran at them.

The soldiers were the first to recover and turned their guns at the approaching two. Bullets rained at them as a deadly barrage which they both weaved between. The wolf leapt at the soldiers up front while the person went through the opening the wolf had created. Speeding past the shocked friends, the person vanished into the bar.

The two children cowered as the two soldiers' fingers slowly clenched on the triggers when there was a silver glint, a trail of flaming red in its wake. The two soldiers fell and the two kids looked up at the cloaked person, a long katana in their hands, the silver blade glowing crimson slightly until the glow died and the sword was sheathed. The battles over thanks to the wolf's help, the group outside ran back in to check on them, Vincent eyeing the guessed woman and wolf warily.

Tifa hugged the two children, both hugging her back, Marlene crying slightly.

"Thank you…" Tifa smiled, "who are you?"

"Ask Cloud," came the feminine voice as she reached up a gloved hand and pulled down her hood letting her long red locks fall out still in their tied up state, crimson eyes looking at them.


	2. Chapter 2

**The Past is Back**

**Chapter Two**

Cloud's eyes widened in shock, his hand literally dropping his sword.

"Ph….Phoenix?....Phoenix!!" Cloud and the woman named Phoenix hugged tightly, Cloud smiling, "I thought you were dead!"

"Ah, mere technicalities," she smiled, "death can't stop me; you should know that, it runs in my blood."  
Cloud noticed all their confused and startled looks and laughed, "Everyone, this is Phoenix, Zack Fair's sister."

Even more shocked faces.

Phoenix chuckled, "why does everyone look like that when I tell people? Is it so hard to believe?"

"B…But you look nothing like him…" muttered Tifa.

Phoenix nodded, "true, I was just another experiment but Zack was like a brother to me and practically adopted me."

There was a silence until Cloud smiled at her, "what brings you here? I mean it was good timing, we owe you."

"You're always owing me chocoba," she ruffled his hair, "I was in the area and thought I'd come visit, plus Zack would have wanted me to check on you, knowing what your like, I think it was a good choice."

Cloud huffed, "it's not my fault the DG soldiers came here."  
Vincent felt something inside him tweak at that, they may have been after him, it was his fault.

"Nah, it wasn't anyone's fault," she smiled and Vincent had a sneaking suspicion she knew what he was thinking, "I've heard news they've been like it for a while now, just attacking randomly it seems."

"How would you like to stay here for tonight as thanks?" asked Cloud still smiling, "if everyone's okay with it?" He looked round at everyone.

Red XIII and Cait Sith nodded their approval, as did Barrett and Cid, Vincent slowly nodded slightly. Tifa didn't like her though but waved a hand in a 'whatever' motion. Marlene and Denzel ran up to her and hugger her waist.

"Thanks for saving us!"

"It was a pleasure," she smiled down at them warmly.

Cloud motioned for her to follow him to her room and everyone got to sought the place out as it was a wreck. Vincent however was allowed to slip out and sat on the roof; the rain had gone now, the storm passing on thankfully leaving a peace behind. He could hear Phoenix and Cloud talking and decided to listen in curiously.

"Just passing through huh?" he asked sceptically leaning against the wall. Phoenix sat in the window frame looking at him, "I take it you don't buy it."

Cloud snorted, "Not when I know, it is you; you and Zack were always bad at telling lies to me."

Phoenix laughed, "I suppose…probably because me and Zack could always trust you with our lives."

Cloud instantly stiffened and looked away, "yet Zack died."

"It wasn't your fault," she smiled warmly, "Zack wanted to become a hero, and he did although he always was in my eyes, he was an idiot hero and died and idiot hero."

Silence surrounded them again until she yawned, her black wolf companion settled on the floor asleep.  
"And what has happened since we last met?" she asked, "After you left SOLDIER."

The blonde haired SOLDIER looked down once again in shame and recounted his story to Phoenix of the dealings with Sephiroth and Aerith's death. Then to Deepground which Phoenix took an interest to. Vincent listened in puzzling over her curiousness of the former shadow of ShinRa. He replayed her words of how she had been an experiment. Like Sephiroth?

Once finished, Phoenix hugged Cloud to his shock but he hugged her back.  
"I'm sorry I wasn't round Cloud…" she whispered sadly.

"It's okay," he sighed, "but what DID happen to you that day?"

Phoenix stiffened slightly; Cloud didn't seem to notice luckily. She stood back and thought, "After which part?" she laughed slightly.

"After I left SOLDIER, when Sephiroth came back."

Vincent's eyes narrowed slightly as he carried on listening.

"Oh that bit," she laughed again, "I was injured a bit and somehow found myself in Kalm, nice place, you should go sometime."

Cloud looked at her sceptical, "but that's what confuses me….I could have sworn I saw Sephiroth kill you."

Phoenix shook her head, "Sephiroth can't and wouldn't kill me, even in his slightly…'tweaked' mind. I was only injured and as I said I somehow ended up in Kalm."

Cloud looked at her disbelievingly, she was hiding something but he couldn't figure out what, "I suppose you being alright is good enough," he sighed, "get some sleep, we'll talk tomorrow."

"Aaw! Why do I need the interrogation?" she whined making him laugh and bid her goodnight before he left.

Vincent silently left also, sliding into his room through his open window. He was intrigued, confused and startled. There was more than what she was letting on. He wanted to know even though he didn't know why he was so intrigued.

-You like her Vinnie- Chaos' voice echoed in his head.

'I do not, I have only just met her!' he argued back.

-Makes no difference, she is beautiful, you can't disagree- he taunted before being pushed to the back of his mind.


	3. Chapter 3

**The Past is Back**

**Chapter Three**

Morning dawned and Vincent walked down the stairs to find some of the others already down. Usually he was the first to wake. Instead, there sat Phoenix at the bar, her cloak undone showing her clothes. Vincent hid the small blush that crept onto his face at the slightly revealing clothes that hugged her body showing her curves in the right places. Marlene and Denzel sat with her talking about something nonstop, Cloud beside her laughing. A small hidden smile on his face as Phoenix spotted him.

"Hi!" she waved, "sorry, I didn't get your name last night," she held out her hand smiling warmly, "Phoenix Fair."

"Vincent Valentine," he shook her hand shocking Cloud slightly, he'd never acted so…open before without having someone bug it out of him.

As the others slowly came down as the morning wore on she learned the others names also and the questions began as thus.

"Are ya in SOLDIER too?" asked Cid chewing on his cigarette.

Phoenix nodded, "former 1st Class, the best," she stuck her tongue out at Cloud, "better than him." That got some laughs.

"How did you meet Cloud?" asked Tifa seemingly annoyed at how close Cloud was Phoenix.

"When he joined SOLDIER I was with Zack greeting the newbies and Zack was already friends with him so naturally it followed on," she smiled, "I usually got Cloud to do pointless things for me just to wind him up."

Cloud grumbled something which made them all laugh but for Tifa.

"How strong are you?" asked Barrett curiously.

"Hmm…." She thought until Cloud stopped her.

"Don't ask, she's got a big enough head already," more laughs as Phoenix hit him.

"I'm on Sephiroth's level if you must know," she nodded smugly at their surprised looks.

"You're Fucking kiddin' me!!" swore Cid loudly.

Tifa hit him yelling at him to not swear in front of the kids, Phoenix laughing her head off. Vincent looked at her from the corner of his eye, if she was to lose control like Sephiroth, they would be in big trouble.

"How come your eyes are like Vincent's?" asked Marlene innocently.

The question not only shocked Vincent and Phoenix, but all the others too. Oddly enough they all only just noticed they both had the same crimson eyes. Phoenix looked at Vincent to find his crimson gaze matching hers. Rubbing the back of her head nervously she laughed a little, "I'm not really sure…I was born like this."  
"They are really pretty," Marlene smiled, "like Vincent's!"

Phoenix smiled warmly and picked the girl up in a hug, Marlene giggling happily.

"That's the nicest thing anybody's said to me, thank you Marlene."

A phone ringing filled the air and several people dove for their phones but Phoenix laughed sheepishly as she dug out hers.

"Sorry, mine," she put Marlene down and answered her phone, "hello, Phoenix here."

"Is this _the_ Phoenix Fair?"

Phoenix sighed, "Yes."

"Still sounding the same," came the melodic chuckle she recognised from a while back.

"Is this who I think it is?" she asked, her serious voice causing them all to look at her.

Waving her hand at them all she turned her back to them looking out of the window, "and why would you ring me?"

"Can't I ring an old friend anymore?" he chuckled once again.

"It depends if that friend was one who tried to wipe out the world," she sighed causing startled looks to come her way; Cloud caught her eye and mouthed, 'who is it?'

"That's a little harsh Phoenix, but to business, I was wondering if you would care to join me lets say…three days from now, midnight at Benora."

Phoenix ran her fingers through her crimson locks and shook her head at Cloud, "sure, if I can find the remains of it anyway, no tricks for once?"

"I wouldn't dream of it, good day Phoenix, my beloved Goddess."

Closing her phone with a sigh she was instantly assaulted by questions, mainly from Cloud. The main being, who, which one who had tried to wipe out the world and had they fought them? Phoenix waved her hands for calm.

"My vacation's been cut short, I need to go somewhere," she said calmly.

"Tell me Phoenix!" shouted Cloud angrily.

"Tell me Cloud," she sighed, "what would you do if I told you?"

Cloud paused for a moment until a clawed gauntlet fell on his shoulder. Looking back at Vincent, the crimson eyed man shook his head. Cloud stopped and looked away from her, "How am I supposed to help you like I promised Zack when you won't tell me anything?"

She whistled and her wolf companion was at her side, "you can't," she turned away to the door, "I can't let others know things anymore, they only get hurt when they find out…it was nice meeting you all," she waved not looking back, Marlene began to cry and ran out of the bar despite the calls of her name. Vincent followed the teary eyed girl out to find Phoenix and the wolf already gone. Cloud came out and steered Marlene back inside.

"You thinking of what I'm thinking?" asked Cloud coming back out to Vincent.

The ex-Turk nodded and Cloud looked at him oddly, "why do you want to find her?"

Vincent looked at him sideways, "I…don't know…but something is telling me to follow her."

Cloud nodded, enough for him before bringing out his bike, Vincent refused his offer of a ride and decided that he would rather run that go on that godforsaken vehicle.


	4. Chapter 4

**The Past is Back**

**Chapter Four**

It took exactly three days to get to Benora or its remains anyway. After it was shook from Zack and Genesis' fight years ago, it had never really totally returned to its former peace. No one lived here anymore, probably why he chose the spot, and to quote more of his favourite lines. Heading towards where the statue of the Goddess had once stood. Walking through the old houses and trees she found him looking down at the stone remains of the statue, quite a bit hard worn away from the cracked stones though. He turned smiling with his mako blue eyes, his short red/brown hair shifted in a breeze.

"Glad you could make it Phoenix."

"Genesis," she sighed, "why does it not surprise me you are alive still?"

* * *

Vincent and Cloud had followed Phoenix all the way to a place where Cloud had recalled as Benora. They hid, Cloud's eyes widening in shock as he saw Genesis. Seeing Vincent's confused look Cloud explained who Genesis was. Once finished, Vincent looked at Phoenix's back confused, was she like this Genesis? Even Cloud did not know much, only Zack and Sephiroth knew about all of this, and both were impossible to get a hold of.

* * *

Genesis took a step to Phoenix, his long dark red leather coat swaying round him.

"The infinite mystery, the gift of the goddess is what the three men seek, but their fates are scattered by war, one is taken captured, one flies away, and the last becomes a hero, but the three are still bound by a solemn oath, to seek the answer together, once again."

Phoenix couldn't help but smile, "LOVELESS Act I, and tell me, did you find the answer?"

Genesis smiled also coming to a stop in front of her, "who knows, even LOVELESS is still a mystery to me in parts, but what I do know is," his breath ghosted across her face, "that the Goddess truly blessed granted me a power, the power to turn back time and seek the answer."

Her eyes snapped to him in shock, "time control? I thought that was only a myth?"

Genesis chuckled, "now don't tell me, you of all people don't believe in it."

Phoenix was silent watching him still as he took a step back holding out a Benora apple, where he had got it when the trees were out of season was a mystery to her. Despite Vincent and Cloud's thoughts, she took the apple with a smile.

"You know I can't resist these apples," she took a bite making him smile warmly like he used to as friends in SOLDIER, "and what time would you go back to? Surely there is not enough power to go too far back."

"Of course not, I am no God, only a monster," he added sadly.

Phoenix sighed, "You are no monster."

A black wing flew from his left shoulder blade and extended before folding back in.

"How can you say that when I am cursed with such a thing."

She ran a hand over the black feathers causing him to shiver slightly, "because it is not a monster's wing."

Genesis looked at her, "come with me, we will go back and change what happened with my brothers in Deepground."

Phoenix frowned, "you know I cannot…I have friends here that would not be around if things changed back then," she thought back to Cloud, Vincent and the others.

A gloved hand ran across her cheek, "You would abandon me too?"

"Life is not one big drama Genesis; you can't rewind and delete things for your own sake, it would have serious repercussions on all of us."

Genesis turned and walked away before looking back, "if that is your choice, then watch those two over there vanish."

Phoenix frowned and looked over to where he was looking to see Cloud and Vincent stood there out of hiding. Her eyes widened before looking at Genesis.

"Don't do it Genesis! There's no telling what will happen if you go back in time!"

"My friend, the fates are cruel, there are no dreams, no honour remains, the arrow has left the bow of the goddess."

His hand glowed and he vanished in a bright light, Phoenix looking down, "LOVELESS Act IV….he really was obsessed with that poem…"

Vincent and Cloud walked over to her, Cloud looking pissed off.

"Why didn't you tell me you were seeing Genesis?! He's a bloody psychopath!"

"He's not," Phoenix's hand curled into a fist, "he just wants to live like a normal human…."

Vincent felt he could relate to that but taking on the whole world for it?

Cloud gasped and they looked to see him slowly disappearing from them as if fading away, almost like he wasn't supposed to be there and someone was erasing him. Cloud looked at her sadly before vanishing completely. Phoenix fell to her knees, "I'm such an idiot…"

Vincent knelt down beside her, his hand on her shoulder, "you are not Phoenix, it is not your fault."

Then he noticed his hand fading, but it was his whole body fading too, it was a strange experience looking through yourself where your body was supposed to be. Phoenix tried to grab his hand but her hand went through him.

"No! Dammit Genesis stop it!" she watched him fade away, "I'll sort things out," she said, tears in her eyes, "I'll get you and Cloud back….I'll help everyone, I promise!" Then she was on her own, on her own to cry at her mistake.


	5. Chapter 5

**The Past is Back**

**Chapter Five**

Phoenix ran to Tifa's bar and barged straight in but inside was dusty as if no one had been in for years. She staggered to the bar and sat down, "Tifa…Barrett…Cid…Red XIII…Cait Sith…Marlene and Denzel…" she sobbed the kids' names, "how could I have been so stupid!!" she hit the bar top with her fist causing it to shatter, her knuckles feeling bruised but she didn't care.

"If only I could go back in time….." she jerked her head up, "wait…I can!"

Wiping her eyes she closed the door of the bar making sure if anyone was around no one would see her.

"Alright then…it's been a while since I've used these powers...hope I still work."

The shadow on the wall seemed to grow, two extra shadows stretching out on the wall, wind whipping her hair and she closed her eyes before the light revolved round her hand and enveloped her.

***

Phoenix could feel a breeze round her as if she was high up somewhere. The ground was cold beneath her like stone, rigid like steps. That was going to give her back ache. She was tired after using so much energy to transport herself back.

'Wait…it worked?....' her mind running a little slow.

"Hello?" a Scottish accent disturbed her thoughts, something plodded beside her head, fur brushing against her face, "Oy lassie! You can't sleep here!"

"Leave her be Cait Sith, I don't think she came to the WRO HQ just to sleep outside," said a male unfamiliar voice, someone knelt beside her, "you need some help?"

'Cait Sith?...' she mentally sighed in relief, it had worked, she'd gone back in time.

Managing to open her eyes, albeit slowly, she found her gaze on a tall man wearing a long blue coat, his hair short black with a small moustache and beard.

'Must be Reeve who Cait Sith spoke of.'

Reeve smiled, "need some help?"

"Would be….much….appreciated…" she uttered quietly.

"Oh dear, you don't sound well," Reeve helped her up slinging one of her arms round his neck, "you soldiers," the two soldiers saluted and came over, "help her to Doctor Shalua, hurry, she's in a bad condition."

Phoenix thanked him quietly before blacking out.

***

This time she could feel herself in a sort of liquid but it felt light and she could breathe normally through it.

'Must be mako…' she thought dully, 'ah so my mind decides to work properly know,' she scolded herself, 'up Phoenix, we've got work to do.'

Opening her eyes slightly, she closed them again; the light, even through the green mako, blinded her.

"I see you're awake now," this time it was an unfamiliar female voice, "would you like me to turn the lights down?"

She nodded slightly so as not to make herself dizzy. As the lights dimmed, she tried again, opening her eyes slowly and finding them looking at the ceiling's now dim lights. Turning her head slightly, she looked sideways to see a woman wearing a scientist's white lab coat, on eye closed and one arm fake.

'Wow, she must have had it rough,' Phoenix thought sadly.

Then she noticed the man stood beside her, it was the same Vincent Valentine, although he didn't know about her, not until the future, if she could straighten it out.

"Hang on, I'll let you out," the woman pressed a few buttons and the mako began to drain. Once completely gone, the lid opened and Phoenix sat up stretching, "ah! I feel stiff as a board!"

The woman chuckled, even Vincent looked amused at her.

"Our guest is up finally," Reeve walked in smiling, "care to explain how you ended up here? 1st Class SOLDIER Phoenix Fair?"

Vincent looked at her in shock, clearly realising who she was.

'Just like last time, the irony,' she mentally laughed, "Can I get a hand? A finger? Some sort of limb to help me out?"

Reeve laughed along with the woman and Vincent offered his hand. Phoenix blinked at it before taking it with a smile. Pulled up and out of the mako tank she shook the last droplets of mako from her body.

"So you've done your research about me, not surprising," she smiled and sat down in an offered seat, "I suggest you all sit down and get comfy, what I am going to tell you may very well blow your minds."

Vincent and Reeve looked with raised eyebrows but sat down nonetheless.

"Okay," she smiled, "you better believe me when I tell you this because I'm not repeating myself."

"I am from the future. I will not tell you how I came back in time because it is personal and I don't trust anyone enough to tell them how. Firstly, I came back in time because a certain SOLDIER called Genesis came back before me and changed the course of history to a future of his choice. This resulted in the loss of my friends…so! I came back to stop this from happening because the future that is supposed to happen is where we all win and live happily ever after, the future Genesis created is where you all die first. So, who thinks I am crazy?"

Reeve looked ready to state she was crazy, Vincent looking at her astounded but the woman Reeve had called Shalua smiled.

"Prove it."

"Fire away," Phoenix smiled back.

"IF you are from SOLDIER you know nothing of Vincent correct?" Phoenix nodded, "yet in the future he is one of these friends you lost, correct?" Vincent looked at her as she nodded.

'Was she really a friend of mine?'

-**She's hot, why not?**- chimed Chaos chuckling.

'Get out my head!' he pushed the demon back angrily.

"Answer me this then, something only a friend of Vincent's would know," Shalua looked at her over the tops of her glasses, "what lays dormant inside Vincent's body? What is used to control it? And name his other friends."

"Chaos lives inside Vincent, a being from the Lifestream that a scientist, named Lucrecia Crescent, put inside him when Hojo, the son of a bitch, shot Vincent as a Turk. She also implanted the protomateria which keeps Chaos under Vincent's control. Friends are as follow; Cloud, Tifa, Barrett, Cid, Yuffie although I haven't met her yet, Marlene, Denzel, Cait Sith and Red XIII, not forgetting Reeve of course," she smiled, "that answer your question, believe me I know it all."

Vincent could only look in shock at her. How could someone know everything about him? Even more look at him as a friend after knowing.  
"You don't know him well then," smirked Shalua making Vincent and Reeve look at her in shock, Phoenix however smirked back.

"I agree, technically I have known Vincent for…a day, therefore I would not be anywhere near trusted to know all this," she sucked in a deep breath, "I know most of it from Lucrecia, Cloud filled in a few details afterwards which I missed."

More shocked silence. The three gawped at her, Vincent looking extremely pale, which was really bad since he was already white as a sheet, Reeve shook his head.

"How could you possibly know Lucrecia? That would make you as old as Vincent!"

Phoenix nodded, "about somewhere round that region," she waved absentmindedly, "I'm not too comfortable at spilling my guts to you all so lets just settle for I am from SOLDIER, 1st Class, like Sephiroth if you must know but still different, now! Onto a different subject, even if you don't believe me then how would I know that in…." she looked at the clock on the wall, "five seconds the alarms are going to go off."

"W…..what?!"

"Five…….four……three…." she ticked off looking back at them, "two…one…"

Alarms flashed red and sirens wailed around them knocking them from shock. Shalua and Reeve quickly moved to the screens to see two Tsviets practically stood at the door, many soldiers from Deepground behind them.

"Okay, we believe you," sighed Reeve, "what do we do now?"

"I cannot tell you, you need to fulfil the real history, I am here to help keep it on its right course," Phoenix tapped something into the computer, "all I can say is you better round up your men and get them ordered into the corridors for a fight."

All through it Vincent couldn't keep his eyes off Phoenix. His wonder building about her. She knew Lucrecia and all about him. Vincent didn't know what to do, what to feel. He felt angry and overjoyed, hope and dismay, happy and sad. It felt like he was bursting full of emotions that he always tried to lock away. She turned away but he caught her arm stopping her causing her to look back at him confused.

"What happens?" he asked quietly.

Phoenix looked at him sadly, "at the moment I cannot say…this is all normal, there may be differences from what really happened but this is still reality, I have nowhere near enough energy left to go back in time again…if you die it is the end, I cannot bring people back to life…no matter how much I want to," she looked down sadly and he felt a heart string pull in his chest. His grip loosened on her arm before letting go completely.

"What will you do now then?"

She looked back up with a smile, "fight of course, I've got to keep you out of trouble."

"Why me?" he asked finally, an almost desperate tone in his voice as if he needed to prove something, "why not Cloud? You know him more; he is a better choice to help the world."

He almost gasped as her warm soft hand trailed over his cheek, her smile warm, "you need help to come out of that shell you hold onto tightly," her hand slipped away as she walked behind him and pushed him towards the door, "now go and fight, I'll meet up soon once I take care of some of the soldiers."

Without another word she was gone down another hallway leaving him slightly stunned. Her hand had felt so right. And it scared him.


	6. Chapter 6

**The Past is Back**

**Chapter Six**

Phoenix ran down a hallway to stop as ten soldiers lined her path, where was her wolf friend when she needed him? She huffed, 'I can take these weaklings!'

They raised their guns and shot but she had already vanished with her immense speed, her image only a faint mako blur even on their advanced headsets. Then they fell, Phoenix the only one standing, her long katana held at her side, the red glow vanishing now.

Turning round a corner she sensed the Tsviet Shelke with Vincent, Reeve and Shalua.

"Really, those three get in trouble a lot," she sighed running again.

Slicing all in her path as she ran in their direction. Was it a wise choice to face Shelke?

There she was the late teenager in a young child's body, her hair short brown like Shalua's, her eyes glowing amber with her power. Her weapons were like laser batons attached by a thick wire, very dangerous if it touched you. Shelke raised one of the batons above Shalua, her older sister.

Vincent dove for Shalua pulling her back just as a blur moved in front of them. Long crimson hair settled with her black cloak, her katana blocking the baton. Phoenix smiled, "I seem to have a knack for getting somewhere at the right time."

Shelke's eyes narrowed dangerously at her, "who are you?" she said coldly, "you seem familiar."  
"Hm?" Phoenix tilted her head sideways slightly, "can't say I've met you before, but what the heck, I'm Phoenix Fair ex-SOLDIER 1st Class."

"A SOLDIER? What are one of those doing here?" she stepped back, her glowing weapons still pointed at her, Phoenix stood straight.

"I didn't know we started conversing with our enemies, unless you want a verbal fight, I'll still win."

"Be careful," Vincent said quietly.

Phoenix winked, "I guess you want her alive, Shalua," she pointed her katana at Shelke, "I can deal with that."

Shelke ran at her, the batons a blur of orange lasers. Phoenix moved sideways dodging each swipe easily just as quick as Shelke. Vincent watched her dodge, purposely being missed by only an inch as her movements were a blur. She was fast, and she wasn't even fighting at her full strength. As Shelke dove forwards with both weapons in a cross action to behead her, Phoenix vanished and she was suddenly behind Shelke, the girl's eyes wide. Phoenix sheathed her sword, "don't even need this," she touched the pressure point behind Shelke's neck and she fell, out cold. Shalua caught her sister, Reeve and Vincent looking at her.

"You really are one of the 1st Class," Reeve rubbed the back of his head nervously.

"Didn't get anywhere without hard work," she stuck her tongue out with a peace sign.

The ground began to shake with a giant's footstep, Phoenix looking to the far wall, "let's go before Azul comes in here and involves these two," she motioned to Shalua and the unconscious Shelke. Reeve and Vincent nodded, the three running down corridors and soon into the path of Azul.

"Keep running!" shouted Vincent.

They raced down corridors till they found themselves in what looked like the garage. Phoenix hit Reeve's arm, "what kind of a garage hasn't got a bike in?!"

Reeve rubbed his arm laughing nervously, "I'll bring it up in the next budget meeting."

Azul stomped in, the giant burly man standing impossibly high with long untamed light blue hair, the whites of his eyes were in fact black, his iris yellow. Vincent picked up the huge gun Reeve pointed to and shoot with a huge recoil sending Vincent skidding back. It hit Azul with a huge explosion, dust cloud included. Vincent dropped the gun and glared at Reeve who was shrugging innocently.

Phoenix shook her head as Azul appeared from the cloud uninjured, she muttered, "jeez, he's worse than Angeal…"

Azul picked up the huge gun and aimed it at them, "thank you for the new toy."

"Oh shit…" Phoenix grabbed the back of Vincent and Reeve as he shot.

Another huge explosion but they landed away from it thanks to Phoenix. Said woman let go of them quickly massaging her arms, "you guys aren't light you know."

Reeve gawped at her, "I am not fat!"  
Vincent blinked at them both, how could she joke in this situation?!

"Can you handle him?" she asked Vincent, "I'm still a little low on energy."

Vincent nodded, "you two stay back here," before turning, drawing Cerberus in all its glory and shooting at Azul.

They watched as his bullets did little damage until he shoot a beam from above smacking the huge Tsviet on the head with a sickening crack. Azul fell shaking the ground, Vincent heard clapping and turned to see Phoenix and Reeve clapping madly.

"Wooh!" she cheered, "I'd never have thought of that!"

Vincent sighed and shook his head; he had all the luck to be landed with them two.


	7. Chapter 7

**The Past is Back**

**Chapter Seven**

Somehow they found themselves in a truck heading towards another destination where DG had been spotted. Phoenix felt too tired and slept the entire journey. When she woke it was by being shaken slightly.

"Phoenix!...Wake up Phoenix!"

"Wha?..." she grumbled as she stirred opening her eyes.

Vincent and Reeve who stood over her blinked, "your eyes…"

"My eyes?" Phoenix frowned still half asleep.

"They're…blue and glowing…" said Reeve.

Phoenix blinked awake then laughed, "I am a SOLDIER, of course my eyes are mako blue, they just change colour when I get a little ahead of myself."

The looked at her oddly but said nothing else about it, "We are here."

"Alright!" Phoenix was the first out of the truck stretching in all directions, "let me at them!"

The two men sweat dropped before joining her outside the truck. The place was silent, almost abandoned as they looked round. Reeve had smiled nervously saying he was needed back at the WRO HQ before driving off quickly. Phoenix stuck her tongue out at the retreating man before sighing, "Just us then, I say we split up."

Vincent looked about to argue before he remembered who she was and how easily she had defeated Shelke and the soldiers. He nodded making her smile warmly at him, an odd feeling flying through his stomach as she waved and ran off in one direction.

Phoenix took to the harbour part of the city. The place was dark with night, a slight fog rolling in from the East Sea but she could see clearly thanks to her enhanced sight. Her footsteps were silent along with her heart. This was her domain, the Hunter. So far the crimson haired woman had yet to see anyone in the streets, she couldn't even sense them and it worried her to no end. A noise that sounded like gunshots drew her attention to the warehouses.

'That sounds like Cerberus!'

Vincent shot at the crimson haired Tsviet named Rosso before being punched into a wall with tremendous force. He was shocked at having the wind knocked out of him. He flew back out but Rosso had vanished. Looking round for her, his red eyes scanning every inch, his eyes widened as he spun round. Rosso's hand shot through his chest and clutched something other than his heart. Still the pain was unbearable, linked with the shock he felt like he was dying. Vincent gasped, coughing up blood as she drew back her clawed gauntlet hand like his own holding a large glowing ball like material. He fell forwards gasping for breath trying to keep conscious when a burning heat began to wash over him, dark laughter growing louder in his head.

Someone caught him before he hit the ground though and he glimpsed at more crimson hair but it was longer, more like silk than Rosso's. Rosso threw her fist at them but Vincent was pulled back by Phoenix. Phoenix had one of his arms round her neck; she looked down at him worriedly.

'She took the protomateria?! Oh, she's going to get it,' Phoenix inwardly growled.

Something else growled beside her. Her eyes widened as her eyes snapped back to Vincent who was changing into Chaos, the winged demon of death. Even though he flickered into Chaos, he had no strength to keep control over Vincent and faded back into the human Vincent. Rosso was laughing.

"So that was Chaos? And you must be Phoenix," she spun her double ended sword-like weapon, "so sad that you must die now!"

A smoke bomb exploded between them and Phoenix felt someone tug at her cloak.

"Hurry!" came a hurried whisper.

Not needing told twice, she vanished with the smaller, younger female. Once far enough away from Rosso's wrath at losing them, the girl let drop her hood and looked at Phoenix critically.

"So…why are you?"

The ex-SOLDIER laughed, "I'm Phoenix Fair, yes Zack Fair's sister, you must be Yuffie," she hoisted Vincent up more as he slipped now unconscious, "let's carry this conversation on later."  
Yuffie nodded, "follow me!"


	8. Chapter 8

**The Past is Back**

**Chapter Eight**

Vincent was remembering his time with Lucrecia, the smiles she would bring to his face as he desperately tried to bring them to hers. Yet every time he made her laugh she would cry, every time he made her smile it would turn to a grimace. He reached out his hand to her but she shied back in tears, shaking her head chanting, "It's not Vincent! It's not Vincent!" Then he noticed his hand changing into a claw, his eyes burning, his body turning to a demonic monster. Lucrecia could only look with teary eyes, "I'm sorry…"

He roared to the world as a grief ridden Vincent, as a blood thirsty monster Chaos.

"I was blown away.  
What could I say?  
It all seemed to make sense.  
You've taken away everything,  
And I can't deal with that.  
I try to see the good in life,  
But good things in life are hard to find.  
We'll blow it away, blow it away.  
Can we make this something good?  
Well, I'll try to do it right this time around.

Let's start over.  
I'll try to do it right this time around.  
It's not over.  
'Cause a part of me is dead and in the ground.  
This love is killing me,  
But you're the only one.  
It's not over…"

The soft singing was bringing him from the darkness and Vincent finally found his heavy eyes able to open and slowly look at the truck roof.

'Who…was singing such a sad song….like my own?' he thought.

"You're up!"

He turned his head sideways to see Yuffie jumping up and down in front of him, Phoenix sat on the opposite bench from him smiling.

"Good to see you up finally," she pushed Yuffie to sit down; "you're rocking the truck!"

Yuffie rubbed her head sheepishly, "sorry, sorry…anyway! Your singing was beautiful; I knew it would wake Vinnie up!"

Vincent looked at her slowly, "that...was you?"

Phoenix nodded embarrassed looking away, "I know I'm not a good singer."

"It's…beautiful," he said quietly causing her to look at him stunned a small smile on his face, "does the song get better on?"

"Y….You want me to carry on?"

He nodded not trying to sit up yet, instead relaxing as she carried on her song.

"Taken all I could take,  
And I cannot wait.  
We're wasting too much time  
Being strong, holding on.  
Can't let it bring us down.  
My life with you means everything,  
So I won't give up that easily.  
I'll blow it away, blow it away.  
Can we make this something good?  
'Cause it's all misunderstood.  
Well, I'll try to do it right this time around.

Let's start over.  
I'll try to do it right this time around.  
It's not over.  
'Cause a part of me is dead and in the ground.  
This love is killing me,  
But you're the only one.  
It's not over.

We can't let this get away.  
Let it out, let it out.  
Don't get caught up in yourself.  
Let it out.

Let's start over.  
I'll try to do it right this time around.  
It's not over.  
'Cause a part of me is dead and in the ground.  
This love is killing me,  
But you're the only one.  
It's not over.

Let's start over.  
It's not over, yeah...  
This love is killing me,  
But you're the only one.  
It's not over."

Phoenix reopened her eyes, the same happy glowing mako blue eyes. Yuffie sniffed, "it's such as sad song…buts it like you Phoe!"

Phoenix arched an eyebrow at the nickname but shook her head with a smile, "I suppose it is…you could say that this is my chance to make things right."

"You too Vinnie!" shouted Yuffie suddenly pointing at Vincent who blinked, "you start again too! Stop moping over the past and change like Phoe!"

Vincent slowly sat up shaking his head slightly. Yuffie jumped up to him, "ah! D-Don't move around so much! You were seriously injured!"

"She's right," Phoenix looked at him with a worried gaze; it made his heart melt slightly. Shaking his head he pushed away these new emotions away and looked at them.

"I'm fine, where are we going?"

Yuffie sat back down crossing her arms, "back to see Reeve."

* * *

Phoenix felt pain course through her veins suddenly, her shoulder blades aching painfully making her almost gasp. Both seemed to noticed her sudden twinge of pain and looked at her worried.

"Are _you_ okay?" asked Vincent now.

She nodded quickly, "can we just pull over a minute so I can get some fresh air?"

Yuffie told the driver to stop and as soon as the truck stopped Phoenix was out, "I'll be back in five, stay here."

Managing to make it away from the truck and behind a cliff face, her back hit it painfully hard and she slid to the ground.

"Why…now?" she grunted painfully, her eyes flashing between red and blue, her back cracking as something grew on her back. Gritting her teeth in pain she reasoned she was far enough from them to let loose for a minute, anything to ease the pain. With that said, her eyes settled on crimson, the shadow behind her growing once again.

* * *

Five minutes later, after Vincent and Yuffie were debating about following her, Phoenix jumped back into the truck, her eyes a tired blue as she yawned.

"Sorry, felt travel sick," she waved them off, "I'm sleeping now, so! Goodnight!" and she was out like a light.

Vincent watched her sleep; she didn't seem in pain now but very tired.

"Vinnie," Yuffie sat beside him, "is Phoe okay?"

"I don't know," he sighed, "I honestly don't know…"


	9. Chapter 9

**The Past is Back**

**Chapter Nine**

WRO was under attack once again by Deepground, but this time when Vincent and Phoenix arrived, the battle was well underway and WRO were losing.

"I'll go find Reeve," said Phoenix speeding off one way.

Vincent watched her go silently hoping she would stay out of too much trouble knowing it followed her like a dark cloud and how she seemed to like jumping into his trouble.

* * *

Phoenix was a blur past WRO soldiers and a deadly blade to the DG soldiers. The black suited soldiers fell as she ran past them; it almost looked like she was running through them. She was tracking down Reeve to find him surrounded by Deepground soldiers.

"Oy," they all turned with guns aimed at her, "can I join the party?" she smirked, her katana already at her side. Their guns clicked signalling the start of their line of fire. Red danced across her blade as she vanished, reappearing here and there, one, two, four, ten soldiers falling within moments.

Soon it was only her and Reeve standing. He let out a shaky breath sliding down to sit on the ground. Phoenix looked down at him with a frown.

"You are far too strong Phoenix," he chuckled slightly, "and I far too weak…"

"You are not weak," she crouched down beside him, "plus I'm stronger than everyone for reasons you don't want, believe me, I would rather not be this strong for how I gained this power."

Reeve looked at her sadly, "you are full of so much mystery, and still we know nothing of you."

Phoenix stood tall, "you staying here?" there was a silent response and she nodded, "I will be back soon, maybe I'll shed a little light from my past too."

Walking steadily this time, she wandered down corridors of fire and debris and bodies. Her eyes merely glanced at these as she passed, a huge power shaking the building and it set off something inside her. Her eyes burned crimson with the lust for the fight, for blood.

* * *

Azul the Tsviet had transformed into a gigantic bull being that rampaged after Vincent, Shelke and Shalua. It howled tossing its horned head to and fro. Both adults were knocked aside leaving Shelke stood in front of the giant creature. She tried to dodge the attacks but his front paw caught her crushing her to the ground.

"That's enough."

Vincent looked back from his position on the ground to see a black cloak emerging, long crimson hair waving slightly, crimson eyes burning. His eyes widened slightly at the feeling coming off her, it was dark and foreboding, and powerful. Her katana was held diagonally from her, red dancing across the blade until it fully ignited, glowing crimson.

Phoenix walked past Vincent and Shalua on the ground heading towards Azul who snorted at her kicking Shelke aside, her sister luckily catching her.

"Don't let my fun end too soon," Phoenix smirked as the wild Azul barrelled towards her shaking the building with his thundering steps. Phoenix didn't even stop as she slowly brought her sword in front of her eyes, the gleaming red sword reflecting in her equally crimson eyes. She vanished in a red blur appearing above Azul in mid air. Bringing her katana down in a blaze of fire, there was a huge explosion creating a dust cloud hiding them all. Vincent took his chance to pull the two women away and down the corridor before shouting Phoenix.

The dust was clearing, Phoenix stood in front of Azul in his human form who panted, she however fine, her eyes still blazing crimson. That was until she hears Vincent calling her name and she blinked, her eyes turning a duller red but not losing their life. Phoenix shook her head and sheathed her katana, thankfully she hadn't lost control but she'd played a risky game. Spinning on her foot, she ran catching up to Vincent easily and both running through the now open door. Shalua fought to pull Shelke with her as the door began to close. Phoenix and Vincent looked with wide eyes before rushing back trying to pull the doors back open as they slowly slid closed. But neither of them could even pause the door. Shalua wedged her robotic arm between the doors allowing Shelke to squeeze through. Still Vincent and Phoenix tried to prise the doors apart to no avail, the arm crushing between the doors as she smiled at her sister.

"Keep her safe Vincent…please…and Phoenix," she winked, "save this world and everyone in it."

The doors closed and there was a loud slam from Azul's fist and all was silent. Vincent hit the door with his clawed fist in anger but quickly calmed, Phoenix rested her head against the cool metal, "they always ask so much of me…" Phoenix spun back round, "come on, they are leaving now," she grabbed Shelke and Vincent pulling them along as they ran.

Vincent looked sideways at her; he wanted to ask her what had happened back with Azul but knew it would be best to wait.


	10. Chapter 10

**The Past is Back**

**Chapter Ten**

The huge air ship waited for them to board, the pilot and creator of this beauty laughing and waving them on, a cigarette hanging in his mouth.

"Hurry up guys and gals! We've got places to be!"

Phoenix looked at him with a laugh, "same old Cid…" she muttered.

As they approached, Cid looked her up and down, "and who's this b'ute?"

"Phoenix," she smiled, "beautiful ship you got here."

Cid beamed pulling her into a rough bear hug, "I already like the lass!"

Vincent sighed shaking his head, "you like anyone who compliments your ship."

"Damn right!"

* * *

Once in the air, many people shouted out orders and co-ordinates to those who were listening. Cid at the helm steering them on their course, Yuffie currently on the floor of the ship after banging her head….again. Shelke was working on the computers and Phoenix somewhere, Vincent walked past Cid.

"We'll have to catch up later friend," Cid clapped him on the shoulder, "go take a look around, we've got time to kill before the meeting."

Vincent simply nodded and walked away into the ships corridors.

After checking on Shelke, he found himself wandering towards Phoenix's room when he felt his heart miss a beat and pain wrack his body. Vincent doubled over in pain, the dark red and black aura surrounding him as he began to change into Chaos. He spun swiping at the wall with his clawed hand leaving five long claw marks when he heard girls chatting as they walked past. His red vision fixed on two women who worked on the ship, walking by unnoticed as he stood at the far end of a side corridor. He took slow heavy steps towards them feeling the bloodlust rising, the urge to rip something apart overwhelming.

Phoenix left her room with a sigh; she was bored and wide awake. She'd barely opened the mechanical door when she saw the black and red demon stood in the corridor. The door opened and she stopped, shocked momentarily.

Chaos heard the door behind him slide open and a scent he recognised yet didn't hit him. Golden yellow eyes turned as did his head, away from the two women and to a more appetising woman. His leathery wings flicked slightly as a smirk crossed his dark grey face, "Phoenix," his demonic fangs showing.

The red headed SOLDIER stood in the corridor as the door closed behind her leaving them staring at each other. Chaos turned himself to her and took a step towards her. Phoenix narrowed her eyes, "why are you fighting Chaos?"

The demon chuckled, "I don't like being kept at bay when I want to kill something," he stopped in front of her and tilted up her chin with a clawed finger, "tell me…why do you smell like that brat Sephiroth?"

Chaos' eyes widened slightly as he found his hand gripped by Phoenix, her eyes didn't hold fear but anger and sadness.

"You need to fight back Vincent, you can't let Chaos control you, YOU must control Chaos!"

The demon growled angrily but was unable to move, he could see not just Phoenix but Lucrecia stood at her side. Vincent instantly reacted, gaining control and Chaos was pushed back. Turning human, his breathing became laboured and he stumbled back about to fall. Phoenix still had a hold of his hand though and pulled him back to standing position. Vincent looked at her with wide eyes, "what is happening to me?..."

Phoenix did the unexpected and hugged him. Vincent stopped breathing, his heart now hammering in his chest.

"Ph…Phoenix?" he stuttered.

"I'm sorry Vincent," she said quietly, she felt so sorry for him, "I know what its like…to not be able to control something no matter how much you want to," he looked at her confused.

Phoenix sighed, "I think its time I tell you…come on, we've got time," she pulled him by his golden claw hand to her room and inside. Making him sit she sat opposite him.

"Can I trust you Vincent?" she asked, "What I'm going to tell you is something about myself that I have told no one…not even Cloud who I've known for years."

Vincent slowly nodded and Phoenix clasped her hands together, "it's a long long story but I'll start from the beginning…"


	11. Chapter 11

**The Past is Back**

**Chapter Eleven**

_Phoenix looked up at Shinra then back at the letter in her hand, "this looks like the place gramps spoke of…the place where I was born…" she spaced out for a moment before shaking her head along with her long crimson hair and warm smiling brown eyes. Striding inside the huge building she looked round twirling on one foot as she did to get a better view._

"_This is one big place…" stopping spinning she was straight in front of the woman at the desk who gawped at her for a second._

"_Can I help you miss?" she asked with a forced smile._

"_I'd like to see the Director please," Phoenix smiled._

"_Have you got an appointment miss…"_

"_Phoenix, I haven't really got a last name," she rubbed the back of her neck nervously, "but gramps told me to show you this."_

_The letter changed hands and she blinked, it was a letter from the Director himself!_

"_Go on right up," she handed the letter back shaking her head, "take that elevator to the 15__th__ floor, third door to the right."_

"_Thanks," Phoenix smiled and left._

* * *

_It didn't take long to get to the room she had been told and knocked briefly before entering. Seeing the blonde haired man sat at his desk brought a smile to her face, not noticing the three men with him._

"_Gramps!" she called._

_Lazard smiled knowing only one person who called him that, "it's been a long time little brat."_

_Phoenix's eye twitched, "I'll give you brat," she grumbled stopping at his side, "Blondie." _

_The three men looked at her with raised eyebrows making Lazard laugh, "this is Phoenix, she grew up here as a kid before leaving, Phoenix these are the 1__st__ Class SOLDIER Sephiroth, Genesis and Angeal."_

"_Hmm?" she looked them up and down, "not bad, not bad," she waved dismissively, "hiya! I hope to fight by your sides soon."_

_Sephiroth looked at Lazard, "you're seriously going to enrol her into SOLDIER?"_

_Lazard chuckled as Phoenix crossed her arms, "you'd be surprised Sephiroth, she will most definitely be in 1__st__ Class."_

_The three looked shocked before smirking, that wasn't possible._

"_Gramps, can I show off?" she asked with a smirk._

_Lazard sighed, "you always want to show off, follow us you three, training area 3 I think."_

_Angeal blinked, "but area 3 is for the 1__st__ Class."_

* * *

_Stood in the third training area, they all stood at the door to watch, Sephiroth annoyed at having to be there, Angeal and Genesis however were curious. Phoenix put on the virtual realm helmet, they switched to the viewing of the virtual realm._

"_Level 1 fight," said Lazard._

"_This better have some spice to it," Phoenix chimed, "I'll get bored too soon."_

_They were now stood on a cliff face high above the ocean. There in front of her was a gigantic sea serpent with armour plating across its body, a horn on its head perfect for spearing, rows of dagger like teeth ready to tear her apart as it roared at her. Phoenix waved a hand in front of her face, "jeez, virtual or not, your breath stinks!"_

_The serpent's head lashed at her like a viper with stunning speed. It crashed into the cliff sending rock everywhere, a huge dust cloud covering the scene. A shadow leapt from the cloud, Phoenix soaring up above it. A glint in the light as she drew a long katana from her side partly hid under cloak. She almost stood in mid air as the sea serpent raised its head, a slithering tongue tasting the air. It hissed at her above rising as high as it could before withdrawing. Was it giving up?_

_Phoenix smirked as the giant snake coiled up like a spring before shooting at her like a bullet. Gripping her katana in both hands it flashed red with fire before she flickered. Vanishing, she flickered one side of the serpent as it stretched out, another flicker to its other side, another flicker to the other side and one more to the other side. Phoenix landed gently barely stirring the ground beneath her feet, her katana held in one hand no longer shimmering with fire as she sheathed it. The sea serpent split at where she had flickered and cut through it before the giant snake fell in several large pieces, the armour and steel scales nothing for her and her blade._

_Taking off the helmet she shook out her shimmering crimson hair and winked, "what you think?"_

_The three were looking at her dumbstruck. Sephiroth couldn't believe this little girl had defeated one of the hardest levels with ease. Genesis couldn't believe that she had a similar sword and style to him. Angeal couldn't believe the speed she had displayed. Lazard clapped laughing, "well done Phoenix, you've been training I see, you have most certainly passed to 1__st__ Class, welcome to the team."_

* * *

Phoenix smiled at the memory as she told Vincent of it. He was dutifully silent listening intently as she spoke. She looked at her hands; the next part was the turning point of her life.

"It's when I found out what I **really** was."

* * *

_Being in SOLDIER had its perks. One however wasn't the constant attention she got for being the only and first female in the ranks. Lazard forgot to mention that many of the men, or all, were permanently stuck in the need for a woman. This made her quite the target but they all left bruised. This was because Genesis had taken it upon himself to become her sort of bodyguard for the horny swarms. He would beat them up then smile pleasantly to her before going off to read his book. Phoenix was grateful, even reading LOVELESS with him which made him happy._

_Phoenix had been returning from a very tiring mission in Wutaii when assassins jumped her. Being who she was she managed to deal with them but she was injured by what she guessed was a poisonous blade. The feeling was like having molten fire racing through her body. Collapsing at the steps of Shinra that seemed deserted for once, her vision was diming as people made their way to her. One wore a long white scientist coat, he ordered them around to pick her up and bring her with him. Either way she had a bad feeling before she blacked out completely._

* * *

_Somehow despite her almost comatose state she knew she had been out for a week. When Phoenix managed to open her eyes she found herself held in a mako tank, naked._

'_Where am I?' she thought before recognising the lab round her, it was one of the labs below Shinra corps, 'what have they done to me?' was the first thought she had. Her keen eyes could read the data on the computer screen opposite her._

'_Project P, successful angel.'_

'_What the hell?' she thought then anger hit with the realisation; she was an experiment, this Project P, Project Phoenix._

* * *

_The next hour was a blur as she escaped, found her clothes and sword. Seeing paper documents with the 'Project P' written on them, she picked them up and stowed them in her pocket for later. As she made her way out of the labs she met Turks that tried to stop her. They died. What scared her was that she held no remorse for them. When she finally got out, she staggered into Lazard's office. The Director looked up at her then shocked at the blood on her shirt and sword._

"_Phoenix?! What happened?!" he jumped up and to her._

_She felt his hands on her shoulders and knew she was safe finally. Tears rose to her eyes, "gramps..." before collapsing._

* * *

_When she came too she found herself on Lazard's sofa, not only the blonde haired Director but her three 1__st__ Class SOLDIER friends stood over her too, even Zack and Cloud._

"_You gave me quite the scare Phoenix," Lazard sighed, "tell us what happened."_

_Phoenix felt like hyperventilating at remembering what had happened. What was she? What was this Project P?!_

"_I… I was coming back from the mission when assassin's attacked…I was already tired and finished them but one of their blades were poison….a scientist found me and…and…I woke a week later in a mako tank…." She calmed her breathing and looked up at Lazard, "what have you been hiding from me Lazard?"_

_They all looked stunned at her; never had she called him by his name, usually just 'Gramps' or 'old fart' even. Sephiroth and Genesis looked at Lazard who frowned in thought._

"_What am I Lazard?" she asked angrily now._

_Lazard's eyes widened in shock as he finally figured it out, "Phoenix let me explain-"_

"_Save it!" Phoenix stood swaying slightly, Genesis and Cloud steadied her but she shook them off, "leave me alone…sorry but I quit," she headed for the door waving slightly without looking, "it's been nice knowing you."_

"_Wait Phoenix!" shouted Genesis, "what is it? You know you can always tell us."_

_Her group of friends, her only friends nodded, even Sephiroth included. Phoenix paused, "you'll know soon Genesis," she looked back sadly, "and you'll wish you hadn't learned it…you too Angeal…and Sephiroth…Zack, Cloud, don't stop having fun," and she left before anyone could say anything else._


	12. Chapter 12

**The Past is Back**

**Chapter Twelve**

Vincent watched Phoenix closely as she told him of her story. It was filled with pain and it was evident on her saddened face. She had been close friends with Angeal, Sephiroth, Genesis, Zack and Cloud. Three were dead and she couldn't do anything about it, one was fighting against her and the other thought her dead. In some ways her sad story reminded him of his own. When she had spoken of the scientist he had known that it would have most defiantly been Hojo.

* * *

Phoenix sighed, "After that I wandered for many years until I heard all the trouble that had been stirring with my friends. When I arrived back Angeal was dead, Genesis and Zack at each other, Sephiroth finally finding the truth of what he was and well general chaos."

* * *

_Genesis and Zack fought until the younger SOLDIER was thrown back. Genesis sent fire magic at him but a hand banished the fire, long red hair flying in the wind. Both of their eyes widened._

"_Phoenix?!"_

_Said woman stood between them shaking her head, "so it's true, the world really has gone mad…I take it you finally found out the truth."_

_Genesis frowned then looked at her shocked, "don't tell me you're…"_

"_Project Phoenix," she nodded grimly, she'd read all the reports from Hojo that she had taken from the lab._

_Genesis narrowed his eyes, "you aren't degrading…just like Sephiroth," he spoke angrily, the degradation clear on him, his auburn hair had silver/grey streaks through it like straw, dead. Even his trench coat looked worn and tattered at the shoulders. A huge black wing closed at his back, the black feathers littered with grey also._

"_Genesis," she spoke gently, sadly taking a step to him, "I'm sorry…"_

_Spreading his wing out and flapping it once beating them with air he glared at her, "why are you hiding? Show your true colours! Or are you afraid Zack will think you for what you are, a monster, as we all are."_

_Phoenix looked back at Zack who looked between them, then she looked back at Genesis, "we are only monsters if we chose to be, I for one do NOT choose to be."_

_Genesis shook his head, "we shall meet again for nothing shall forestall my return."_

"_More LOVELESS," she smiled slightly as he took into the air and vanishing, black feathers floating down. She caught one and ran it through her fingers before placing it into the bow that held her hair together._

* * *

With another sigh Phoenix managed to finally look at him. She noticed his crimson eyes looking at her with pity, sadness and curiousness.

"After that I watched it all unfold until Sephiroth lost it, he tried to kill me also but we ended up drawing and he left. When Zack faced Genesis I let them fight until the end when Genesis was too weak…I was still his friend and spared him helping him along before leaving again….after I heard of Zack's death and that Cloud had made 1st Class SOLDIER…during my fight with Sephiroth, Cloud didn't see the end, just him leaving and not me so he thought I died…in actual fact I did die for a moment but you see I can't really die…too stubborn, but yeah, no one has seen **me** really I refused to show it…and that is most or all of my story."

Vincent let out his breath slowly and quietly, "will you show me?"

She looked startled at his request then away ashamed, "you'll hate me…" but nonetheless closed her eyes and let herself go, she promised she wouldn't keep secrets from him; it was only fair if she knew his. One black wing sprung from her right shoulder blade made of deepest black; but unlike the others, she also had a brilliant white wing that unfurled from her left shoulder blade, they had been one-winged angels, she was the complete and final angel.

Phoenix had her eyes closed, head turned away. She could almost see his horrified look that would be stuck on his face every time he would look at her. A terrifying image of a monster with wings yet still looking human, her eyes opened a glittering crimson as she hid no more. A warm hand gently turned her face to them and she met other crimson eyes, her own widening in shock, glittering with unshed tears.

"You look even more beautiful," he whispered and she could feel his hot breath on her lips before his lips touched hers softly, afraid she would reject him. Yet she quickly lost herself in those soft lips and kissed back to his surprise then relief. He drew her closer, his gauntlet arm round her waist as his gloved hand at the back of her head. Phoenix had her arms round his neck, fingers running through black locks.

Moments later they slowly broke apart panting slightly as he rested his forehead against hers.

"I'm sorry…" he almost whispered.

"Don't be," she smiled, "I feel so much better now."

They both laughed, Phoenix liking the sound of his laugh, the look of his smile making her smile and brighten all the more.


	13. Chapter 13

**The Past is Back**

**Chapter Thirteen**

No. This couldn't be happening. Phoenix had been sure that her plan would work. Yet why was it falling apart so easily? It had been perfect; she had stayed by him so why had it turned out this way?

* * *

She slowed down from her full out run to a slow walk; she remembered what the problem was. She had begun to like Vincent, no…love Vincent Valentine. She had been so full at keeping him safe that she hadn't noticed Yuffie being captured by Nero. Not to mention all the others being caught also. Of course this meant that Vincent would challenge Deepground head on for his friends, but there had been too many and Chaos' power causing him to lose control. Things had gone in their favour for even only a second before a familiar black winged SOLDIER interrupted the fight taking down the demon. He reverted back to Vincent but that did nothing but left him in a weakened state. Genesis had taken him also leaving only one fighter on the playing field. And the last standing was currently halting as she stood amongst the rubble.

Phoenix looked at the ground before lifting her head to the skies and sighing, rain starting to fall slightly, only a few drops but it would soon move to a torrent.

'What went wrong?...I know…it's like last time,' she closed her eyes, 'it all started when I left…when I left Genesis alone…when I left Sephiroth to go insane…when I left Angeal and Zack to die…' her hand curled to a fist, 'no more…I'll stop this…and I'll apologize for the pain I caused.'

* * *

Vincent finally stirred, his body aching all over, his muscles stiff stopping his movement.

"Thank the Goddess you're awake!"

He looked round to see all his friends around him, he also noted that they were held behind a barrier that covered them in a dome.

"What…happened?" he asked slowly.

Cloud looked at him worriedly, "you were fighting Weiss and winning with Chaos' power but…Genesis intervened and you fell unconscious," he looked away angrily, "we were caught similarly."

Yuffie suddenly remembered and pounced on Vincent, "where's Phoenix? She's not here!"

Cloud looked shocked, "Phoenix is here?!"  
The ex-Turk sighed and quickly rounded up what had happened, "-I haven't seen her," Vincent looked outside the barrier worriedly.

There sat Genesis on some rubble of the fallen Shinra building. He was looking up at the sky oddly, a book in his hand. He could remember all the times he had spent with his three friends; he closed his eyes with as smile, no four friends.

* * *

_"Though the prisoner escapes, he is gravely wounded his life is saved, however by a woman of the opposing nation."_

"_Quoting LOVELESS again?" _

_Genesis looked up from said book with a smile just as a female hand grabbed the book and hit him on the head with it softly, "ow!" he protested._

_Phoenix stuck her tongue out looking at the book before flicking through the pages, "eeeeh???.........Wait a minute, I don't get this at all!" she cried._

_Genesis chuckled and took the book from her and hit her head this time before pulling her down beside him, "I'll read it to you, it will make more sense."_

_Phoenix looked at him with wide eyes, a slight blush on her face, "will you really...Th-thanks!"_

_Genesis smiled warmly before starting reading aloud, Phoenix hanging onto his every word. Soon though his words were sending her off to sleep, his calming voice soothing her. She rested her head against his shoulder, closing her eyes and falling asleep, but not before she felt one of his arms wound round her possessively. _

* * *

Genesis sighed, everything changed after she had left and now he was as he was, a monster. His mako eyes flitted to the gang imprisoned in the dome barrier he had created from materia. The ninja girl was shouting abuse at him while the others tried thinking a way to get out, Vincent however sat unable to move, his body stiff. Genesis smirked at seeing this before hearing a sound that made him turn towards a flash of crimson.

* * *

Vincent looked at Genesis with a sigh, at the moment there was nothing he could do and the others were clueless at how to get out of the barrier. He closed his eyes, Yuffie yelling every abusive name she could think of at Genesis until something else caught his attention.

A black cloak swirled round a feminine body, long crimson hair held up, curled round her neck and down her back. Mako eyes looked at them all within a second and her mind decided on what to do. Phoenix strode from the rubble almost in slow motion; all of time seemed to have slowed. Genesis had slid off his perch and walked towards Phoenix in the same slow motion. Both of them reached for their swords and time righted its self as their swords clashed with red sparks.  
"Glad you could make it," smiled Genesis.

"You know know," Phoenix smirked, "Even if the morrow is barren of promises nothing shall forestall my return."

**One chapter left!!! PLEASE REVIEW!!!!!!!!!**


	14. Chapter 14

**The last chapter!! Thank you all for reading The Past is Back,I hoped you enjoyed it as I enjoyed writing it. THANKS AGAIN!!!! *virtual hug***

**The Past is Back**

**Chapter Fourteen**

"Phoenix!!" shouted her friends in the dome barrier; they were relived to see her, albeit only Vincent, Yuffie, Cloud, Reeve and Cait Sith and Cid knew her. Her mako eyes flicked to them and she smiled at Vincent.

'Thank Minerva they are okay,' she thought before turning all her attention on Genesis.

Both of them leapt back and stood facing each other, swords held at their sides. Genesis and Phoenix circled each other, his black wing flexing slightly.

"So this is how the last fight starts?" he asked.

"I won't doubt this will be the last of our fights," she sighed, "and one of out best."

"Most definitely," he smirked, "the last stand of monsters."

Phoenix sighed, "For one last time, we are not monsters just because we are SOLDIER."

"Then what does this wing symbolize?" he asked angrily, "certainly not an angel!"

Phoenix ran a hand through her crimson hair and slid her katana into the ground slightly and she stepped away from it and towards him, spreading her arms out.

"I know you're angry, what I did…how I left was wrong and it caused you pain, for that I deserve death," she looked at him sadly, "a real monster would strike me down, what are you going to do Genesis?"

Genesis looked at her shocked before his eyes narrowed, "that is all in the past Phoenix, and for the future…you must die!"

He flew forwards, sword held in two hands as it aimed, sliding through time and air for her heart. Vincent's eyes widened, was she really going to let him kill her?!

"PHOENIX!"

* * *

Black and white feathers fluttered round them, everyone but Vincent's eyes widening. Phoenix's black and white wings stretched out either side of her and round the startle Genesis.

"Y…You are like…me…" he uttered stunned.

Phoenix had grasped the sword with one hand stopping it before her heart, her blood dripping as the blade cut her palm.

Genesis leapt back with his sword stretching out his black wing, Phoenix stretching out both of hers. She drew back her hand and grabbed her katana, "we are only monsters if we chose to be," she looked at him pointing her katana at him, "and I choose not to be."

She ran a hand down her blade before spinning it to hold it in front of her face.

"Ignite."

Fire raced along her blade turning the once silver a bright crimson that swept the air with burning trails.

"Ready Genesis?" she asked with a sad smile holding her katana in both hands.

Genesis closed his eyes briefly before igniting his own sword to a crimson hue, "You know, we never did get to find the final Act of LOVELESS."

Phoenix smiled, "I found it, just like I promised I would…Even if the morrow is barren of promises, nothing shall forestall my return, to become the dew that quenches the land, to spare the lands, the seas, the skies, I offer thee this silent sacrifice…"

As she finished they both leapt at each other, their swords leaving fiery trails, black and white feathers strewn across the sky as they both met with a fiery explosion.

The barrier held up keeping them safe from the fire and debris. Vincent though had his eyes strained trying to see through the dust cloud. There was a hushed silence as the dust cleared.

Phoenix was knelt on the ground, her wings held high above her like and angel of black and white, feathers cascading round her. In her arms lay Genesis, his black wing lay draped over her arm as she held him up from the ground. Genesis looked up at the sky, "is this…my end…my beautiful…beloved Goddess?" he asked quietly.

"No," Phoenix smiled warmly, "second chance, for a second life," she looked back at them all with a warm smile at Vincent. Everything was fine, Omega gone, Deepground finished and Genesis stopped.

* * *

_Peace at last?_

* * *

The sun was gleaming overhead, the plants growing round them, the land blessed by the fall of Omega and the Lifestream returning to the planet. Life flourished everywhere where only months ago would have been dead land. Now lakes, trees and plants grew, flower fields creating a long lost scene the people had sorely missed.

It was there amongst one such flower field where a crimson haired woman lay. Her arms behind her head, eyes closed as she breathed in the scents of all the flowers. A breeze ruffled her hair and a smirk spread across her face, mako eyes opened before they turned crimson. The bandits crowding round her.

* * *

_Nah, not in this story._

* * *

Phoenix leapt up flourishing her katana at the nearest. One by one they fell under her relentless attacks until she was left alone, the men unconscious rather than dead. No sense in spoiling the flowers. Striding out of the field whistling a merry tune as she walked into the huge forest of glowing trees a red cloaked figure stood waiting. Golden claw and boots glinting in the light, crimson eyes looking at her warmly. Phoenix sighed contently as his arms came round her and she rested her head against his shoulder.

"I missed this…" she muttered with closed eyes.

Vincent chuckled, something he was doing a lot more lately, "you're going to be late."

Her eyes snapped open, "DAMN!" she gave him a quick kiss and made to run but he pulled her back kissing her properly.

Phoenix melted into his arms inwardly sighing contently again before breaking apart.

"If I'm late I'll kick your butt when I get back," she warned.

Vincent chuckled again and nodded pushing her ahead.

Phoenix grew her black and white wing, eyes turning crimson before taking flight.

* * *

_And what happened to Genesis you ask?_

* * *

Phoenix landed and was instantly swamped by kids from the village. They all loved her despite her wings and crimson eyes and she loved them back for it. One girl had taken one of her fallen feathers as a good luck charm. Wading through the tide of children she finally squeezed into an open space.

"Now, now class, back to your positions, and don't tell Sensei (teacher) I was late, okay?"

They all nodded but were snickering.

Phoenix raised an eyebrow before twitching, "he's behind me isn't he…"

The kids cracked up at this and she turned round to see the familiar smiling face and auburn hair, mako eyes warm like they used to be.

"Glad you could make it at last," he hit her head with the book he carried lightly before turning to his class, "get out your books and turn to page 32."

They nodded and eagerly started reading the book.

"I swear they are all mini versions of you," Phoenix muttered.

Genesis laughed mentioning about starting them with LOVELESS. Phoenix smiling warmly at him.

* * *

_He got a second chance and made a new life._

_As for Phoenix…_

* * *

Genesis looked down her before crouching down and listening to her stomach with a smile. Phoenix laughed knocking him on the head with her fist.

"Can you hear me in there little Vincent? Or is it a little Phoenix?" he asked talking to her stomach.

The kids began laughing giddily as she hit him again. Genesis sat back laughing as Phoenix 'humphed'.

* * *

_Well, let's just say that she and Vincent were expecting a little trouble maker to make their appearance in about 9 months. _

* * *

_**~The End~**_


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